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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Series A Preferred Stock | $ 0.62 | 07/02/2019 | J | 1,351 (1) | (2) | (2) | Common Stock | 2,179,032 | (1) | 1,351 | D | ||||
Series A-1 Preferred Stock | $ 0.62 | 07/02/2019 | J | 197 (1) | (2) | (2) | Common Stock | 317,742 | (1) | 197 | D | ||||
Series A Preferred Stock | $ 0.62 | 07/02/2019 | J | 1,351 | (2) | (2) | Common Stock | 2,179,032 | (3) | 0 | D | ||||
Series A-1 Preferred Stock | $ 0.62 | 07/02/2019 | J | 197 | (2) | (2) | Common Stock | 317,742 | (3) | 0 | D | ||||
Series G Convertible Preferred Stock | (4) | 09/13/2018 | J | 1,780 | 04/04/2018 | (5) | Common Stock | 178,000 | (4) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MCMAHON BRIAN P 101 HORSEHOE ROAD MILLNECK, NY 11765 |
Control Person |
/s/ Brian McMahon | 07/03/2019 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | On July 2, 2019, the Reporting Person was issued 1,351 shares of Series A Preferred Stock and 197 shares of Series A-1 Preferred Stock as partial consideration for restructuring certain of the Reporting Person's promissory notes in connection with the Issuer's debt restructuring. |
(2) | The Series A Preferred Stock and Series A-1 Preferred Stock are perpetual and can be converted into shares of the Issuer's Common Stock any time at the holder's option. |
(3) | On July 2, 2019, the Reporting Person exchanged 1,351 shares of Series A Preferred Stock and 197 shares of Series A-1 Preferred Stock for 33 shares of Series H Preferred Stock, in connection with the Issuer's debt restructuring. |
(4) | The Reporting Person's Series G Convertible Preferred Stock was converted into shares of Common Stock for no consideration. |
(5) | Each share of Series G Convertible Preferred Stock is convertible into 100 shares of Common Stock commencing on April 3, 2018 and has no expiration date. |